For the Quarterly Period Ended
|
|
|
|
Commission File Number
|
April 29, 2018
|
|
|
|
1-3822
|
New Jersey
|
21-0419870
|
State of Incorporation
|
I.R.S. Employer Identification No.
|
Large accelerated filer
þ
|
Accelerated filer
☐
|
Non-accelerated filer ☐ (Do not check if a smaller reporting company)
|
Smaller reporting company ☐
|
Emerging growth company ☐
|
|
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||
|
April 29,
2018 |
|
April 30,
2017 |
|
April 29,
2018 |
|
April 30,
2017 |
||||||||
Net sales
|
$
|
2,125
|
|
|
$
|
1,853
|
|
|
$
|
6,466
|
|
|
$
|
6,226
|
|
Costs and expenses
|
|
|
|
|
|
|
|
||||||||
Cost of products sold
|
1,507
|
|
|
1,188
|
|
|
4,299
|
|
|
3,899
|
|
||||
Marketing and selling expenses
|
232
|
|
|
212
|
|
|
679
|
|
|
682
|
|
||||
Administrative expenses
|
163
|
|
|
142
|
|
|
477
|
|
|
408
|
|
||||
Research and development expenses
|
27
|
|
|
28
|
|
|
84
|
|
|
80
|
|
||||
Other expenses / (income)
|
647
|
|
|
(15
|
)
|
|
688
|
|
|
197
|
|
||||
Restructuring charges
|
24
|
|
|
—
|
|
|
59
|
|
|
—
|
|
||||
Total costs and expenses
|
2,600
|
|
|
1,555
|
|
|
6,286
|
|
|
5,266
|
|
||||
Earnings (loss) before interest and taxes
|
(475
|
)
|
|
298
|
|
|
180
|
|
|
960
|
|
||||
Interest expense
|
44
|
|
|
29
|
|
|
107
|
|
|
87
|
|
||||
Interest income
|
2
|
|
|
1
|
|
|
3
|
|
|
3
|
|
||||
Earnings (loss) before taxes
|
(517
|
)
|
|
270
|
|
|
76
|
|
|
876
|
|
||||
Taxes on earnings
|
(124
|
)
|
|
94
|
|
|
(91
|
)
|
|
307
|
|
||||
Net earnings (loss)
|
(393
|
)
|
|
176
|
|
|
167
|
|
|
569
|
|
||||
Less: Net earnings (loss) attributable to noncontrolling interests
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Net earnings (loss) attributable to Campbell Soup Company
|
$
|
(393
|
)
|
|
$
|
176
|
|
|
$
|
167
|
|
|
$
|
569
|
|
Per Share — Basic
|
|
|
|
|
|
|
|
||||||||
Net earnings (loss) attributable to Campbell Soup Company
|
$
|
(1.31
|
)
|
|
$
|
.58
|
|
|
$
|
.55
|
|
|
$
|
1.86
|
|
Dividends
|
$
|
.35
|
|
|
$
|
.35
|
|
|
$
|
1.05
|
|
|
$
|
1.05
|
|
Weighted average shares outstanding — basic
|
301
|
|
|
304
|
|
|
301
|
|
|
306
|
|
||||
Per Share — Assuming Dilution
|
|
|
|
|
|
|
|
||||||||
Net earnings attributable to Campbell Soup Company
|
$
|
(1.31
|
)
|
|
$
|
.58
|
|
|
$
|
.55
|
|
|
$
|
1.85
|
|
Weighted average shares outstanding — assuming dilution
|
301
|
|
|
306
|
|
|
302
|
|
|
308
|
|
|
Three Months Ended
|
||||||||||||||||||||||
|
April 29, 2018
|
|
April 30, 2017
|
||||||||||||||||||||
|
Pre-tax amount
|
|
Tax (expense) benefit
|
|
After-tax amount
|
|
Pre-tax amount
|
|
Tax (expense) benefit
|
|
After-tax amount
|
||||||||||||
Net earnings (loss)
|
|
|
|
|
$
|
(393
|
)
|
|
|
|
|
|
$
|
176
|
|
||||||||
Other comprehensive income (loss):
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Foreign currency translation:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Foreign currency translation adjustments
|
$
|
(59
|
)
|
|
$
|
—
|
|
|
(59
|
)
|
|
$
|
(4
|
)
|
|
$
|
—
|
|
|
(4
|
)
|
||
Cash-flow hedges:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Unrealized gains (losses) arising during the period
|
11
|
|
|
(3
|
)
|
|
8
|
|
|
2
|
|
|
—
|
|
|
2
|
|
||||||
Reclassification adjustment for (gains) losses included in net earnings
|
1
|
|
|
—
|
|
|
1
|
|
|
2
|
|
|
(1
|
)
|
|
1
|
|
||||||
Pension and other postretirement benefits:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Prior service cost arising during the period
|
1
|
|
|
(1
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Reclassification of prior service credit included in net earnings
|
(7
|
)
|
|
2
|
|
|
(5
|
)
|
|
(5
|
)
|
|
1
|
|
|
(4
|
)
|
||||||
Other comprehensive income (loss)
|
$
|
(53
|
)
|
|
$
|
(2
|
)
|
|
(55
|
)
|
|
$
|
(5
|
)
|
|
$
|
—
|
|
|
(5
|
)
|
||
Total comprehensive income (loss)
|
|
|
|
|
$
|
(448
|
)
|
|
|
|
|
|
$
|
171
|
|
||||||||
Total comprehensive income (loss) attributable to noncontrolling interests
|
|
|
|
|
—
|
|
|
|
|
|
|
—
|
|
||||||||||
Total comprehensive income (loss) attributable to Campbell Soup Company
|
|
|
|
|
$
|
(448
|
)
|
|
|
|
|
|
$
|
171
|
|
||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
|
Nine Months Ended
|
||||||||||||||||||||||
|
April 29, 2018
|
|
April 30, 2017
|
||||||||||||||||||||
|
Pre-tax amount
|
|
Tax (expense) benefit
|
|
After-tax amount
|
|
Pre-tax amount
|
|
Tax (expense) benefit
|
|
After-tax amount
|
||||||||||||
Net earnings (loss)
|
|
|
|
|
$
|
167
|
|
|
|
|
|
|
$
|
569
|
|
||||||||
Other comprehensive income (loss):
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Foreign currency translation:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Foreign currency translation adjustments
|
$
|
(25
|
)
|
|
$
|
—
|
|
|
(25
|
)
|
|
$
|
(28
|
)
|
|
$
|
—
|
|
|
(28
|
)
|
||
Cash-flow hedges:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Unrealized gains (losses) arising during the period
|
22
|
|
|
(7
|
)
|
|
15
|
|
|
32
|
|
|
(11
|
)
|
|
21
|
|
||||||
Reclassification adjustment for (gains) losses included in net earnings
|
2
|
|
|
—
|
|
|
2
|
|
|
9
|
|
|
(3
|
)
|
|
6
|
|
||||||
Pension and other postretirement benefits:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Prior service cost arising during the period
|
(2
|
)
|
|
—
|
|
|
(2
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Reclassification of prior service credit included in net earnings
|
(20
|
)
|
|
6
|
|
|
(14
|
)
|
|
(18
|
)
|
|
6
|
|
|
(12
|
)
|
||||||
Other comprehensive income (loss)
|
$
|
(23
|
)
|
|
$
|
(1
|
)
|
|
(24
|
)
|
|
$
|
(5
|
)
|
|
$
|
(8
|
)
|
|
(13
|
)
|
||
Total comprehensive income (loss)
|
|
|
|
|
$
|
143
|
|
|
|
|
|
|
$
|
556
|
|
||||||||
Total comprehensive income (loss) attributable to noncontrolling interests
|
|
|
|
|
(1
|
)
|
|
|
|
|
|
1
|
|
||||||||||
Total comprehensive income (loss) attributable to Campbell Soup Company
|
|
|
|
|
$
|
144
|
|
|
|
|
|
|
$
|
555
|
|
|
April 29,
2018 |
|
July 30,
2017 |
||||
Current assets
|
|
|
|
||||
Cash and cash equivalents
|
$
|
199
|
|
|
$
|
319
|
|
Accounts receivable, net
|
873
|
|
|
605
|
|
||
Inventories
|
1,076
|
|
|
902
|
|
||
Other current assets
|
181
|
|
|
74
|
|
||
Total current assets
|
2,329
|
|
|
1,900
|
|
||
Plant assets, net of depreciation
|
3,174
|
|
|
2,454
|
|
||
Goodwill
|
4,608
|
|
|
2,115
|
|
||
Other intangible assets, net of amortization
|
4,273
|
|
|
1,118
|
|
||
Other assets ($69 as of 2018 and $51 as of 2017 attributable to variable interest entity)
|
182
|
|
|
139
|
|
||
Total assets
|
$
|
14,566
|
|
|
$
|
7,726
|
|
Current liabilities
|
|
|
|
||||
Short-term borrowings
|
$
|
1,763
|
|
|
$
|
1,037
|
|
Payable to suppliers and others
|
848
|
|
|
666
|
|
||
Accrued liabilities
|
671
|
|
|
561
|
|
||
Dividends payable
|
107
|
|
|
111
|
|
||
Accrued income taxes
|
14
|
|
|
20
|
|
||
Total current liabilities
|
3,403
|
|
|
2,395
|
|
||
Long-term debt
|
8,080
|
|
|
2,499
|
|
||
Deferred taxes
|
936
|
|
|
490
|
|
||
Other liabilities
|
736
|
|
|
697
|
|
||
Total liabilities
|
13,155
|
|
|
6,081
|
|
||
Commitments and contingencies
|
|
|
|
||||
Campbell Soup Company shareholders' equity
|
|
|
|
||||
Preferred stock; authorized 40 shares; none issued
|
—
|
|
|
—
|
|
||
Capital stock, $.0375 par value; authorized 560 shares; issued 323 shares
|
12
|
|
|
12
|
|
||
Additional paid-in capital
|
336
|
|
|
359
|
|
||
Earnings retained in the business
|
2,236
|
|
|
2,385
|
|
||
Capital stock in treasury, at cost
|
(1,104
|
)
|
|
(1,066
|
)
|
||
Accumulated other comprehensive loss
|
(76
|
)
|
|
(53
|
)
|
||
Total Campbell Soup Company shareholders' equity
|
1,404
|
|
|
1,637
|
|
||
Noncontrolling interests
|
7
|
|
|
8
|
|
||
Total equity
|
1,411
|
|
|
1,645
|
|
||
Total liabilities and equity
|
$
|
14,566
|
|
|
$
|
7,726
|
|
|
Nine Months Ended
|
||||||
|
April 29,
2018 |
|
April 30,
2017 |
||||
Cash flows from operating activities:
|
|
|
|
||||
Net earnings
|
$
|
167
|
|
|
$
|
569
|
|
Adjustments to reconcile net earnings to operating cash flow
|
|
|
|
||||
Impairment charges
|
694
|
|
|
212
|
|
||
Restructuring charges
|
59
|
|
|
—
|
|
||
Stock-based compensation
|
48
|
|
|
48
|
|
||
Noncurrent income taxes
|
52
|
|
|
—
|
|
||
Amortization of inventory fair value adjustment from acquisition
|
37
|
|
|
—
|
|
||
Pension and postretirement benefit income
|
(48
|
)
|
|
(35
|
)
|
||
Depreciation and amortization
|
266
|
|
|
234
|
|
||
Deferred income taxes
|
(192
|
)
|
|
11
|
|
||
Other, net
|
10
|
|
|
15
|
|
||
Changes in working capital, net of acquisitions
|
|
|
|
||||
Accounts receivable
|
(18
|
)
|
|
1
|
|
||
Inventories
|
50
|
|
|
144
|
|
||
Prepaid assets
|
(84
|
)
|
|
(20
|
)
|
||
Accounts payable and accrued liabilities
|
26
|
|
|
(116
|
)
|
||
Other
|
(43
|
)
|
|
(52
|
)
|
||
Net cash provided by operating activities
|
1,024
|
|
|
1,011
|
|
||
Cash flows from investing activities:
|
|
|
|
||||
Purchases of plant assets
|
(223
|
)
|
|
(195
|
)
|
||
Purchases of route businesses
|
(5
|
)
|
|
—
|
|
||
Sales of route businesses
|
5
|
|
|
—
|
|
||
Businesses acquired, net of cash acquired
|
(6,773
|
)
|
|
—
|
|
||
Other, net
|
(12
|
)
|
|
(14
|
)
|
||
Net cash used in investing activities
|
(7,008
|
)
|
|
(209
|
)
|
||
Cash flows from financing activities:
|
|
|
|
||||
Net short-term borrowings (repayments)
|
234
|
|
|
(66
|
)
|
||
Long-term borrowings
|
6,200
|
|
|
—
|
|
||
Long-term repayments
|
(43
|
)
|
|
(76
|
)
|
||
Dividends paid
|
(321
|
)
|
|
(314
|
)
|
||
Treasury stock purchases
|
(86
|
)
|
|
(305
|
)
|
||
Treasury stock issuances
|
—
|
|
|
2
|
|
||
Payments related to tax withholding for stock-based compensation
|
(23
|
)
|
|
(21
|
)
|
||
Repurchase of noncontrolling interest
|
(47
|
)
|
|
—
|
|
||
Payments of debt issuance costs
|
(49
|
)
|
|
—
|
|
||
Net cash provided by (used in) financing activities
|
5,865
|
|
|
(780
|
)
|
||
Effect of exchange rate changes on cash
|
(1
|
)
|
|
(5
|
)
|
||
Net change in cash and cash equivalents
|
(120
|
)
|
|
17
|
|
||
Cash and cash equivalents — beginning of period
|
319
|
|
|
296
|
|
||
Cash and cash equivalents — end of period
|
$
|
199
|
|
|
$
|
313
|
|
|
Campbell Soup Company Shareholders’ Equity
|
|
|
|
|
||||||||||||||||||||||||||||
|
Capital Stock
|
|
Additional Paid-in
Capital |
|
Earnings Retained in the
Business |
|
Accumulated Other Comprehensive
Income (Loss) |
|
Noncontrolling
Interests
|
|
|
||||||||||||||||||||||
|
Issued
|
|
In Treasury
|
|
|
|
|
|
Total
Equity
|
||||||||||||||||||||||||
|
Shares
|
|
Amount
|
|
Shares
|
|
Amount
|
|
|
|
|
|
|||||||||||||||||||||
Balance at July 31, 2016
|
323
|
|
|
$
|
12
|
|
|
(15
|
)
|
|
$
|
(664
|
)
|
|
$
|
354
|
|
|
$
|
1,927
|
|
|
$
|
(104
|
)
|
|
$
|
8
|
|
|
$
|
1,533
|
|
Net earnings (loss)
|
|
|
|
|
|
|
|
|
|
|
569
|
|
|
|
|
—
|
|
|
569
|
|
|||||||||||||
Other comprehensive income (loss)
|
|
|
|
|
|
|
|
|
|
|
|
|
(14
|
)
|
|
1
|
|
|
(13
|
)
|
|||||||||||||
Dividends ($1.05 per share)
|
|
|
|
|
|
|
|
|
|
|
(323
|
)
|
|
|
|
|
|
(323
|
)
|
||||||||||||||
Treasury stock purchased
|
|
|
|
|
(5
|
)
|
|
(305
|
)
|
|
|
|
|
|
|
|
|
|
(305
|
)
|
|||||||||||||
Treasury stock issued under management incentive and stock option plans
|
|
|
|
|
1
|
|
|
35
|
|
|
(6
|
)
|
|
|
|
|
|
|
|
29
|
|
||||||||||||
Balance at April 30, 2017
|
323
|
|
|
$
|
12
|
|
|
(19
|
)
|
|
$
|
(934
|
)
|
|
$
|
348
|
|
|
$
|
2,173
|
|
|
$
|
(118
|
)
|
|
$
|
9
|
|
|
$
|
1,490
|
|
Balance at July 30, 2017
|
323
|
|
|
$
|
12
|
|
|
(22
|
)
|
|
$
|
(1,066
|
)
|
|
$
|
359
|
|
|
$
|
2,385
|
|
|
$
|
(53
|
)
|
|
$
|
8
|
|
|
$
|
1,645
|
|
Noncontrolling interest acquired
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
47
|
|
|
47
|
|
||||||||||||||
Repurchase of noncontrolling interest
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(47
|
)
|
|
(47
|
)
|
||||||||||||||
Net earnings (loss)
|
|
|
|
|
|
|
|
|
|
|
167
|
|
|
|
|
—
|
|
|
167
|
|
|||||||||||||
Other comprehensive income (loss)
|
|
|
|
|
|
|
|
|
|
|
|
|
(23
|
)
|
|
(1
|
)
|
|
(24
|
)
|
|||||||||||||
Dividends ($1.05 per share)
|
|
|
|
|
|
|
|
|
|
|
(316
|
)
|
|
|
|
|
|
(316
|
)
|
||||||||||||||
Treasury stock purchased
|
|
|
|
|
(2
|
)
|
|
(86
|
)
|
|
|
|
|
|
|
|
|
|
(86
|
)
|
|||||||||||||
Treasury stock issued under management incentive and stock option plans
|
|
|
|
|
|
|
2
|
|
|
48
|
|
|
(23
|
)
|
|
|
|
|
|
|
|
|
|
25
|
|
||||||||
Balance at April 29, 2018
|
323
|
|
|
$
|
12
|
|
|
(22
|
)
|
|
$
|
(1,104
|
)
|
|
$
|
336
|
|
|
$
|
2,236
|
|
|
$
|
(76
|
)
|
|
$
|
7
|
|
|
$
|
1,411
|
|
1.
|
Basis of Presentation and Significant Accounting Policies
|
2.
|
Recent Accounting Pronouncements
|
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||
Increase / (decrease) in expense
|
|
April 30,
2017 |
|
April 30,
2017 |
||||
Cost of products sold
|
|
$
|
13
|
|
|
$
|
17
|
|
Marketing and selling expenses
|
|
$
|
3
|
|
|
$
|
8
|
|
Administrative expenses
|
|
$
|
2
|
|
|
$
|
6
|
|
Research and development expenses
|
|
$
|
1
|
|
|
$
|
2
|
|
Other expenses / (income)
|
|
$
|
(19
|
)
|
|
$
|
(33
|
)
|
3.
|
Acquisitions
|
|
|
Snyder's-Lance
|
|
Pacific Foods
|
||||
Cash
|
|
$
|
21
|
|
|
$
|
7
|
|
Accounts receivable
|
|
220
|
|
|
16
|
|
||
Inventories
|
|
219
|
|
|
50
|
|
||
Other current assets
|
|
35
|
|
|
1
|
|
||
Plant assets
|
|
699
|
|
|
78
|
|
||
Goodwill
|
|
2,867
|
|
|
202
|
|
||
Other intangible assets
|
|
2,947
|
|
|
366
|
|
||
Other assets
|
|
61
|
|
|
—
|
|
||
Short-term debt
|
|
(1
|
)
|
|
—
|
|
||
Accounts payable
|
|
(124
|
)
|
|
(25
|
)
|
||
Accrued liabilities
|
|
(116
|
)
|
|
(6
|
)
|
||
Deferred income taxes
|
|
(637
|
)
|
|
—
|
|
||
Other liabilities
|
|
(32
|
)
|
|
—
|
|
||
Noncontrolling interest
|
|
(47
|
)
|
|
—
|
|
||
Total assets acquired and liabilities assumed
|
|
$
|
6,112
|
|
|
$
|
689
|
|
|
|
Type
|
|
Life in Years
|
|
Value
|
||||
Trademarks
|
|
Non-amortizable
|
|
Indefinite
|
|
$
|
2,131
|
|
||
Customer relationships
|
|
Amortizable
|
|
15
|
to
|
22
|
|
808
|
|
|
Other
|
|
Amortizable
|
|
1.5
|
|
8
|
|
|||
Total identifiable intangible assets
|
|
|
|
|
|
|
|
$
|
2,947
|
|
•
|
amortization of most of the acquisition date fair value adjustment to inventories of
$37
that was recorded in Cost of products sold;
|
•
|
$10
of Restructuring charges;
|
•
|
$6
of Administrative expenses; and
|
•
|
$18
gain in Interest expense on treasury rate lock contracts used to hedge the planned financing of the acquisition.
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||
|
April 29,
2018 |
|
April 30,
2017 |
|
April 29,
2018 |
|
April 30,
2017 |
||||||||
Net sales
|
$
|
2,448
|
|
|
$
|
2,435
|
|
|
$
|
8,003
|
|
|
$
|
8,042
|
|
Net earnings (loss) attributable to Campbell Soup Company
|
$
|
(368
|
)
|
|
$
|
151
|
|
|
$
|
272
|
|
|
$
|
468
|
|
Net earnings (loss) per share attributable to Campbell Soup Company - basic
|
$
|
(1.22
|
)
|
|
$
|
0.50
|
|
|
$
|
0.90
|
|
|
$
|
1.53
|
|
Net earnings per share attributable to Campbell Soup Company - assuming dilution
|
$
|
(1.22
|
)
|
|
$
|
0.49
|
|
|
$
|
0.90
|
|
|
$
|
1.52
|
|
4.
|
Accumulated Other Comprehensive Income (Loss)
|
|
|
Foreign Currency Translation Adjustments
(1)
|
|
Gains (Losses) on Cash Flow Hedges
(2)
|
|
Pension and Postretirement Benefit Plan Adjustments
(3)
|
|
Total Accumulated Comprehensive Income (Loss)
|
||||||||
Balance at July 31, 2016
|
|
$
|
(124
|
)
|
|
$
|
(41
|
)
|
|
$
|
61
|
|
|
$
|
(104
|
)
|
Other comprehensive income (loss) before reclassifications
|
|
(29
|
)
|
|
21
|
|
|
—
|
|
|
(8
|
)
|
||||
Amounts reclassified from accumulated other comprehensive income (loss)
|
|
—
|
|
|
6
|
|
|
(12
|
)
|
|
(6
|
)
|
||||
Net current-period other comprehensive income (loss)
|
|
(29
|
)
|
|
27
|
|
|
(12
|
)
|
|
(14
|
)
|
||||
Balance at April 30, 2017
|
|
$
|
(153
|
)
|
|
$
|
(14
|
)
|
|
$
|
49
|
|
|
$
|
(118
|
)
|
Balance at July 30, 2017
|
|
$
|
(84
|
)
|
|
$
|
(22
|
)
|
|
$
|
53
|
|
|
$
|
(53
|
)
|
Other comprehensive income (loss) before reclassifications
|
|
(24
|
)
|
|
15
|
|
|
(2
|
)
|
|
(11
|
)
|
||||
Amounts reclassified from accumulated other comprehensive income (loss)
|
|
—
|
|
|
2
|
|
|
(14
|
)
|
|
(12
|
)
|
||||
Net current-period other comprehensive income (loss)
|
|
(24
|
)
|
|
17
|
|
|
(16
|
)
|
|
(23
|
)
|
||||
Balance at April 29, 2018
|
|
$
|
(108
|
)
|
|
$
|
(5
|
)
|
|
$
|
37
|
|
|
$
|
(76
|
)
|
(1)
|
Included a tax expense of
$6
as of
April 29, 2018
,
July 30, 2017
,
April 30, 2017
, and
July 31, 2016
.
|
(2)
|
Included a tax benefit of
$5
as of
April 29, 2018
,
$12
as of
July 30, 2017
,
$9
as of
April 30, 2017
, and
$23
as of July 31, 2016.
|
(3)
|
Included a tax expense of
$24
as of
April 29, 2018
,
$30
as of
July 30, 2017
,
$29
as of
April 30, 2017
, and
$35
as of
July 31, 2016
.
|
|
|
Three Months Ended
|
|
Nine Months Ended
|
|
|
||||||||||||
Details about Accumulated Other Comprehensive Income (Loss) Components
|
|
April 29, 2018
|
|
April 30, 2017
|
|
April 29, 2018
|
|
April 30, 2017
|
|
Location of (Gain) Loss Recognized in Earnings
|
||||||||
(Gains) losses on cash flow hedges:
|
|
|
|
|
|
|
|
|
|
|
||||||||
Foreign exchange forward contracts
|
|
$
|
—
|
|
|
$
|
1
|
|
|
$
|
—
|
|
|
$
|
5
|
|
|
Cost of products sold
|
Foreign exchange forward contracts
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1
|
|
|
Other expenses / (income)
|
||||
Forward starting interest rate swaps
|
|
1
|
|
|
1
|
|
|
2
|
|
|
3
|
|
|
Interest expense
|
||||
Total before tax
|
|
1
|
|
|
2
|
|
|
2
|
|
|
9
|
|
|
|
||||
Tax expense (benefit)
|
|
—
|
|
|
(1
|
)
|
|
—
|
|
|
(3
|
)
|
|
|
||||
(Gain) loss, net of tax
|
|
$
|
1
|
|
|
$
|
1
|
|
|
$
|
2
|
|
|
$
|
6
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Pension and postretirement benefit adjustments:
|
|
|
|
|
|
|
|
|
|
|
||||||||
Prior service credit
|
|
$
|
(7
|
)
|
|
$
|
(5
|
)
|
|
$
|
(20
|
)
|
|
$
|
(18
|
)
|
|
Other expenses / (income)
|
Tax expense (benefit)
|
|
2
|
|
|
1
|
|
|
6
|
|
|
6
|
|
|
|
||||
(Gain) loss, net of tax
|
|
$
|
(5
|
)
|
|
$
|
(4
|
)
|
|
$
|
(14
|
)
|
|
$
|
(12
|
)
|
|
|
5.
|
Goodwill and Intangible Assets
|
|
Americas Simple Meals and Beverages |
|
Global
Biscuits and Snacks |
|
Campbell Fresh
|
|
Total
|
||||||||
Net balance at July 30, 2017
(1)
|
$
|
780
|
|
|
$
|
795
|
|
|
$
|
540
|
|
|
$
|
2,115
|
|
Acquisitions
|
202
|
|
|
2,867
|
|
|
—
|
|
|
3,069
|
|
||||
Impairment charges
|
—
|
|
|
—
|
|
|
(540
|
)
|
|
(540
|
)
|
||||
Foreign currency translation adjustment
|
(3
|
)
|
|
(33
|
)
|
|
—
|
|
|
(36
|
)
|
||||
Net balance at April 29, 2018
(1)
|
$
|
979
|
|
|
$
|
3,629
|
|
|
$
|
—
|
|
|
$
|
4,608
|
|
(1)
|
The Campbell Fresh segment includes accumulated impairment charges of
$837
as of April 29, 2018, and
$297
as of July 30, 2017 related to the Bolthouse Farms carrot and carrot ingredients reporting unit, the deli reporting unit, and the Bolthouse Farms refrigerated beverages and salad dressings reporting unit.
|
Intangible Assets
|
|
April 29,
2018 |
|
July 30,
2017 |
||||
Amortizable intangible assets
|
|
|
|
|
||||
Customer relationships
|
|
$
|
1,117
|
|
|
$
|
223
|
|
Technology
|
|
40
|
|
|
40
|
|
||
Other
|
|
43
|
|
|
35
|
|
||
Total gross amortizable intangible assets
|
|
$
|
1,200
|
|
|
$
|
298
|
|
Accumulated amortization
|
|
(110
|
)
|
|
(92
|
)
|
||
Total net amortizable intangible assets
|
|
$
|
1,090
|
|
|
$
|
206
|
|
Non-amortizable intangible assets
|
|
|
|
|
||||
Trademarks
|
|
3,183
|
|
|
912
|
|
||
Total net intangible assets
|
|
$
|
4,273
|
|
|
$
|
1,118
|
|
6.
|
Segment Information
|
•
|
Americas Simple Meals and Beverages segment includes the retail and food service businesses in the U.S. and Canada. The segment includes the following products:
Campbell’s
condensed and ready-to-serve soups;
Swanson
broth and stocks;
Prego
pasta sauces;
Pace
Mexican sauces;
Campbell’s
gravies, pasta, beans and dinner sauces;
Swanson
canned poultry;
Plum
food and snacks;
V8
juices and beverages;
Campbell’s
tomato juice; and as of December 12, 2017,
Pacific Foods
broth, soups, non-dairy beverages and other simple meals;
|
•
|
Global Biscuits and Snacks segment represents an aggregation of the following operating segments: U.S. snacks operating segment, which includes Pepperidge Farm cookies, crackers, bakery and frozen products in U.S. retail, and Snyder’s-Lance pretzels, sandwich crackers, potato chips, tortilla chips and other snacking products in the U.S. and Europe; and the international biscuits and snacks operating segment, which includes Arnott’s biscuits in Australia and Asia Pacific,
|
•
|
Campbell Fresh segment includes Bolthouse Farms fresh carrots, carrot ingredients, refrigerated beverages and refrigerated salad dressings, Garden Fresh Gourmet salsa, hummus, dips and tortilla chips, and the U.S. refrigerated soup business.
|
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||
|
|
April 29,
2018 |
|
April 30,
2017 |
|
April 29,
2018 |
|
April 30,
2017 |
||||||||
Net sales
|
|
|
|
|
|
|
|
|
||||||||
Americas Simple Meals and Beverages
|
|
$
|
1,010
|
|
|
$
|
966
|
|
|
$
|
3,424
|
|
|
$
|
3,459
|
|
Global Biscuits and Snacks
|
|
862
|
|
|
639
|
|
|
2,297
|
|
|
2,025
|
|
||||
Campbell Fresh
|
|
251
|
|
|
248
|
|
|
742
|
|
|
742
|
|
||||
Corporate
|
|
2
|
|
|
—
|
|
|
3
|
|
|
—
|
|
||||
Total
|
|
$
|
2,125
|
|
|
$
|
1,853
|
|
|
$
|
6,466
|
|
|
$
|
6,226
|
|
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||
|
|
April 29,
2018 |
|
April 30,
2017 |
|
April 29,
2018 |
|
April 30,
2017 |
||||||||
Earnings before interest and taxes
|
|
|
|
|
|
|
|
|
||||||||
Americas Simple Meals and Beverages
|
|
$
|
217
|
|
|
$
|
224
|
|
|
$
|
827
|
|
|
$
|
915
|
|
Global Biscuits and Snacks
|
|
123
|
|
|
100
|
|
|
382
|
|
|
352
|
|
||||
Campbell Fresh
|
|
(19
|
)
|
|
1
|
|
|
(36
|
)
|
|
(1
|
)
|
||||
Corporate
(1)
|
|
(772
|
)
|
|
(27
|
)
|
|
(934
|
)
|
|
(306
|
)
|
||||
Restructuring charges
(2)
|
|
(24
|
)
|
|
—
|
|
|
(59
|
)
|
|
—
|
|
||||
Total
|
|
$
|
(475
|
)
|
|
$
|
298
|
|
|
$
|
180
|
|
|
$
|
960
|
|
(1)
|
Represents unallocated items. Pension and postretirement benefit mark-to-market adjustments are included in Corporate. There were gains of
$14
in the nine-month period ended
April 29, 2018
, and losses of
$20
in the nine-month period ended
April 30, 2017
. Costs related to the cost savings initiatives were
$46
and
$7
in the three-month periods ended
April 29, 2018
, and
April 30, 2017
, respectively, and
$90
and
$18
in the nine-month periods ended
April 29, 2018
, and
April 30, 2017
, respectively. Transaction and integration costs associated with the acquisition of Snyder's-Lance were
$72
and
$96
in the three- and nine-month periods ended
April 29, 2018
, respectively. Intangible asset impairment charges of
$608
were included in the three-month period ended April 29, 2018, and
$683
and
$212
in the nine-month periods ended
April 29, 2018
, and
April 30, 2017
, respectively (See Note 5 for additional information). Plant asset impairment charges of
$11
were include in the three- and nine-month periods ended April 29, 2018. A charge of
$22
related to the settlement of a legal claim was included in the three- and nine-month periods ended April 29, 2018.
|
(2)
|
See Note 7 for additional information.
|
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||
|
|
April 29,
2018 |
|
April 30,
2017 |
|
April 29,
2018 |
|
April 30,
2017 |
||||||||
Net sales
|
|
|
|
|
|
|
|
|
||||||||
Soup
|
|
$
|
596
|
|
|
$
|
557
|
|
|
$
|
2,217
|
|
|
$
|
2,251
|
|
Snacks
|
|
821
|
|
|
600
|
|
|
2,188
|
|
|
1,914
|
|
||||
Other simple meals
|
|
429
|
|
|
434
|
|
|
1,298
|
|
|
1,299
|
|
||||
Beverages
|
|
277
|
|
|
262
|
|
|
760
|
|
|
762
|
|
||||
Other
|
|
2
|
|
|
—
|
|
|
3
|
|
|
—
|
|
||||
Total
|
|
$
|
2,125
|
|
|
$
|
1,853
|
|
|
$
|
6,466
|
|
|
$
|
6,226
|
|
7.
|
Restructuring Charges and Cost Savings Initiatives
|
|
Three Months Ended
|
|
Nine Months Ended
|
|
Year Ended
|
||||||||||||||||||||||
|
April 29, 2018
|
|
April 30, 2017
|
|
April 29, 2018
|
|
April 30, 2017
|
|
July 30, 2017
|
|
July 31, 2016
|
|
August 2, 2015
|
||||||||||||||
Restructuring charges
|
$
|
14
|
|
|
$
|
—
|
|
|
$
|
49
|
|
|
$
|
—
|
|
|
$
|
18
|
|
|
$
|
35
|
|
|
$
|
102
|
|
Administrative expenses
|
30
|
|
|
7
|
|
|
68
|
|
|
18
|
|
|
36
|
|
|
47
|
|
|
22
|
|
|||||||
Cost of products sold
|
14
|
|
|
—
|
|
|
20
|
|
|
—
|
|
|
4
|
|
|
—
|
|
|
—
|
|
|||||||
Marketing and selling expenses
|
2
|
|
|
—
|
|
|
2
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Total pre-tax charges
|
$
|
60
|
|
|
$
|
7
|
|
|
$
|
139
|
|
|
$
|
18
|
|
|
$
|
58
|
|
|
$
|
82
|
|
|
$
|
124
|
|
|
Recognized as of
April 29, 2018 |
||
Severance pay and benefits
|
$
|
180
|
|
Asset impairment/accelerated depreciation
|
31
|
|
|
Implementation costs and other related costs
|
192
|
|
|
Total
|
$
|
403
|
|
|
|
Severance Pay and Benefits
|
|
Non-Cash Benefits
(3)
|
|
Implementation Costs and Other Related Costs
(4)
|
|
Asset Impairment/Accelerated Depreciation
|
|
Other Non-Cash Exit Costs
(5)
|
|
Total Charges
|
||||||||
Accrued balance at July 30, 2017
(1)
|
|
$
|
26
|
|
|
|
|
|
|
|
|
|
|
|
||||||
2018 charges
|
|
43
|
|
|
2
|
|
|
72
|
|
|
19
|
|
|
3
|
|
|
$
|
139
|
|
|
2018 cash payments
|
|
(23
|
)
|
|
|
|
|
|
|
|
|
|
|
|||||||
Foreign currency translation adjustment
|
|
(1
|
)
|
|
|
|
|
|
|
|
|
|
|
|||||||
Accrued balance at April 29, 2018
(2)
|
|
$
|
45
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
Includes
$2
of severance pay and benefits recorded in Other liabilities in the Consolidated Balance Sheet.
|
(2)
|
Includes
$29
of severance pay and benefits recorded in Other liabilities in the Consolidated Balance Sheet.
|
(3)
|
Represents pension termination benefits. See Note 10 for additional information.
|
(4)
|
Includes other costs recognized as incurred that are not reflected in the restructuring reserve in the Consolidated Balance Sheet. The costs are included in Administrative expenses, Cost of products sold, and Marketing and selling expenses in the Consolidated Statements of Earnings.
|
(5)
|
Includes non-cash costs that are not reflected in the restructuring reserve in the Consolidated Balance Sheet.
|
|
April 29, 2018
|
||||||||||
|
Three Months Ended
|
|
Nine Months Ended
|
|
Costs Incurred to Date
|
||||||
Americas Simple Meals and Beverages
|
$
|
16
|
|
|
$
|
56
|
|
|
$
|
148
|
|
Global Biscuits and Snacks
|
36
|
|
|
63
|
|
|
141
|
|
|||
Campbell Fresh
|
1
|
|
|
4
|
|
|
10
|
|
|||
Corporate
|
7
|
|
|
16
|
|
|
104
|
|
|||
Total
|
$
|
60
|
|
|
$
|
139
|
|
|
$
|
403
|
|
|
|
Severance Pay and Benefits
|
|
Implementation and Integration Costs
(1)
|
|
Total Charges
|
|||||
2018 charges
|
|
$
|
10
|
|
|
6
|
|
|
$
|
16
|
|
2018 cash payments
|
|
—
|
|
|
|
|
|
||||
Accrued balance at April 29, 2018
|
|
$
|
10
|
|
|
|
|
|
(1)
|
Includes other costs recognized as incurred that are not reflected in the restructuring reserve in the Consolidated Balance Sheet. The costs are included in Administrative expenses in the Consolidated Statements of Earnings.
|
8.
|
Earnings per Share (EPS)
|
9.
|
Noncontrolling Interests
|
10.
|
Pension and Postretirement Benefits
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||||||||||||||||||
|
Pension
|
|
Postretirement
|
|
Pension
|
|
Postretirement
|
||||||||||||||||||||||||
|
April 29,
2018 |
|
April 30,
2017 |
|
April 29,
2018 |
|
April 30,
2017 |
|
April 29,
2018 |
|
April 30,
2017 |
|
April 29,
2018 |
|
April 30,
2017 |
||||||||||||||||
Service cost
|
$
|
6
|
|
|
$
|
6
|
|
|
$
|
1
|
|
|
$
|
—
|
|
|
$
|
18
|
|
|
$
|
19
|
|
|
$
|
1
|
|
|
$
|
1
|
|
Interest cost
|
19
|
|
|
21
|
|
|
1
|
|
|
2
|
|
|
56
|
|
|
64
|
|
|
5
|
|
|
7
|
|
||||||||
Expected return on plan assets
|
(36
|
)
|
|
(36
|
)
|
|
—
|
|
|
—
|
|
|
(108
|
)
|
|
(108
|
)
|
|
—
|
|
|
—
|
|
||||||||
Amortization of prior service credit
|
—
|
|
|
—
|
|
|
(7
|
)
|
|
(5
|
)
|
|
—
|
|
|
—
|
|
|
(20
|
)
|
|
(18
|
)
|
||||||||
Special termination benefits
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Net periodic benefit income
|
$
|
(11
|
)
|
|
$
|
(9
|
)
|
|
$
|
(5
|
)
|
|
$
|
(3
|
)
|
|
$
|
(32
|
)
|
|
$
|
(25
|
)
|
|
$
|
(14
|
)
|
|
$
|
(10
|
)
|
11.
|
Taxes on Earnings
|
•
|
Reducing the federal corporate tax rate from
35%
to
21%
effective January 1, 2018;
|
•
|
Eliminating the deduction for domestic manufacturing activities, which impacts us beginning in 2019;
|
•
|
Repealing the exception for deductibility of performance-based compensation to covered employees, which impacts us beginning in 2019, along with expanding the number of covered employees;
|
•
|
Transitioning to a territorial system for taxation on foreign earnings along with the imposition of a transition tax in 2018 on the deemed repatriation of unremitted foreign earnings;
|
•
|
Limiting the deductibility of interest expense to
30%
of adjusted taxable income, which is effective for us beginning in 2019;
|
•
|
Immediate expensing of machinery and equipment placed into service after September 27, 2017; and
|
•
|
Changes to the taxation of multinational companies, including a new minimum tax on Global Intangible Low-Taxed Income, a new Base Erosion Anti-Abuse Tax, and a new U.S. corporate deduction for Foreign-Derived Intangible Income, all of which are effective for us beginning in 2019.
|
•
|
First, report the effects of the Act for which the accounting is complete;
|
•
|
Second, report provisional amounts for which the accounting is not complete, but a reasonable estimate can be determined; and
|
•
|
Third, do not report a provisional amount for which a reasonable estimate cannot be made.
|
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||
(Expense) / Benefit
|
|
April 29, 2018
|
|
April 29, 2018
|
||||
Remeasurement of deferred tax assets and liabilities
|
|
$
|
(4
|
)
|
|
$
|
179
|
|
Imposition of a transition tax on unremitted foreign earnings
|
|
$
|
—
|
|
|
$
|
(59
|
)
|
12.
|
Debt to Finance the Acquisition of Snyder's-Lance
|
Type
|
|
Fiscal Year of Maturity
|
|
Rate
|
|
2018
|
||
Notes
|
|
2020
|
|
Variable
|
|
$
|
500
|
|
Notes
|
|
2021
|
|
Variable
|
|
400
|
|
|
Senior Term Loan
|
|
2021
|
|
Variable
|
|
900
|
|
|
Notes
|
|
2021
|
|
3.30%
|
|
650
|
|
|
Notes
|
|
2023
|
|
3.65%
|
|
1,200
|
|
|
Notes
|
|
2025
|
|
3.95%
|
|
850
|
|
|
Notes
|
|
2028
|
|
4.15%
|
|
1,000
|
|
|
Notes
|
|
2048
|
|
4.80%
|
|
700
|
|
|
Other
(1)
|
|
|
|
|
|
(49
|
)
|
|
Total
|
|
|
|
|
|
$
|
6,151
|
|
(1)
|
Includes unamortized discount on debt issuances and debt issuance costs.
|
13.
|
Financial Instruments
|
|
Balance Sheet Classification
|
|
April 29,
2018 |
|
July 30,
2017 |
||||
Asset Derivatives
|
|
|
|
|
|
||||
Derivatives designated as hedges:
|
|
|
|
|
|
||||
Foreign exchange forward contracts
|
Other current assets
|
|
$
|
1
|
|
|
$
|
3
|
|
Total derivatives designated as hedges
|
|
|
$
|
1
|
|
|
$
|
3
|
|
Derivatives not designated as hedges:
|
|
|
|
|
|
||||
Commodity derivative contracts
|
Other current assets
|
|
$
|
7
|
|
|
$
|
5
|
|
Deferred compensation derivative contracts
|
Other current assets
|
|
—
|
|
|
1
|
|
||
Foreign exchange forward contracts
|
Other current assets
|
|
2
|
|
|
—
|
|
||
Commodity derivative contracts
|
Other assets
|
|
1
|
|
|
1
|
|
||
Total derivatives not designated as hedges
|
|
|
$
|
10
|
|
|
$
|
7
|
|
Total asset derivatives
|
|
|
$
|
11
|
|
|
$
|
10
|
|
|
Balance Sheet Classification
|
|
April 29,
2018 |
|
July 30,
2017 |
||||
Liability Derivatives
|
|
|
|
|
|
||||
Derivatives designated as hedges:
|
|
|
|
|
|
||||
Foreign exchange forward contracts
|
Accrued liabilities
|
|
$
|
—
|
|
|
$
|
1
|
|
Forward starting interest rate swaps
|
Accrued liabilities
|
|
—
|
|
|
22
|
|
||
Total derivatives designated as hedges
|
|
|
$
|
—
|
|
|
$
|
23
|
|
Derivatives not designated as hedges:
|
|
|
|
|
|
||||
Commodity derivative contracts
|
Accrued liabilities
|
|
$
|
3
|
|
|
$
|
1
|
|
Deferred compensation derivative contracts
|
Accrued liabilities
|
|
1
|
|
|
—
|
|
||
Foreign exchange forward contracts
|
Accrued liabilities
|
|
1
|
|
|
19
|
|
||
Foreign exchange forward contracts
|
Other liabilities
|
|
—
|
|
|
1
|
|
||
Total derivatives not designated as hedges
|
|
|
$
|
5
|
|
|
$
|
21
|
|
Total liability derivatives
|
|
|
$
|
5
|
|
|
$
|
44
|
|
|
|
April 29, 2018
|
|
July 30, 2017
|
||||||||||||||||||||
Derivative Instrument
|
|
Gross Amounts Presented in the Consolidated Balance Sheet
|
|
Gross Amounts Not Offset in the Consolidated Balance Sheet Subject to Netting Agreements
|
|
Net Amount
|
|
Gross Amounts Presented in the Consolidated Balance Sheet
|
|
Gross Amounts Not Offset in the Consolidated Balance Sheet Subject to Netting Agreements
|
|
Net Amount
|
||||||||||||
Total asset derivatives
|
|
$
|
11
|
|
|
$
|
(3
|
)
|
|
$
|
8
|
|
|
$
|
10
|
|
|
$
|
(3
|
)
|
|
$
|
7
|
|
Total liability derivatives
|
|
$
|
5
|
|
|
$
|
(3
|
)
|
|
$
|
2
|
|
|
$
|
44
|
|
|
$
|
(3
|
)
|
|
$
|
41
|
|
|
|
|
Total Cash-Flow Hedge
OCI Activity
|
||||||
Derivatives Designated as Cash-Flow Hedges
|
|
|
April 29, 2018
|
|
April 30, 2017
|
||||
Three Months Ended
|
|
|
|
|
|
||||
OCI derivative gain (loss) at beginning of quarter
|
|
|
$
|
(22
|
)
|
|
$
|
(27
|
)
|
Effective portion of changes in fair value recognized in OCI:
|
|
|
|
|
|
||||
Foreign exchange forward contracts
|
|
|
6
|
|
|
7
|
|
||
Forward starting interest rate swaps
|
|
|
5
|
|
|
(5
|
)
|
||
Amount of (gain) loss reclassified from OCI to earnings:
|
Location in Earnings
|
|
|
|
|
||||
Foreign exchange forward contracts
|
Cost of products sold
|
|
—
|
|
|
1
|
|
||
Foreign exchange forward contracts
|
Other expenses / (income)
|
|
—
|
|
|
—
|
|
||
Forward starting interest rate swaps
|
Interest expense
|
|
1
|
|
|
1
|
|
||
OCI derivative gain (loss) at end of quarter
|
|
|
$
|
(10
|
)
|
|
$
|
(23
|
)
|
|
|
|
|
|
|
||||
Nine Months Ended
|
|
|
|
|
|
||||
OCI derivative gain (loss) at beginning of year
|
|
|
$
|
(34
|
)
|
|
$
|
(64
|
)
|
Effective portion of changes in fair value recognized in OCI:
|
|
|
|
|
|
||||
Foreign exchange forward contracts
|
|
|
7
|
|
|
8
|
|
||
Forward starting interest rate swaps
|
|
|
15
|
|
|
24
|
|
||
Amount of (gain) loss reclassified from OCI to earnings:
|
Location in Earnings
|
|
|
|
|
||||
Foreign exchange forward contracts
|
Cost of products sold
|
|
—
|
|
|
5
|
|
||
Foreign exchange forward contracts
|
Other expenses / (income)
|
|
—
|
|
|
1
|
|
||
Forward starting interest rate swaps
|
Interest expense
|
|
2
|
|
|
3
|
|
||
OCI derivative gain (loss) at end of quarter
|
|
|
$
|
(10
|
)
|
|
$
|
(23
|
)
|
|
|
|
|
Amount of (Gain) Loss Recognized in Earnings on Derivatives
|
||||||||||||||
Derivatives not Designated as Hedges
|
|
Location of (Gain) Loss
Recognized in Earnings |
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||
|
|
April 29, 2018
|
|
April 30, 2017
|
|
April 29, 2018
|
|
April 30, 2017
|
||||||||||
Foreign exchange forward contracts
|
|
Cost of products sold
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(1
|
)
|
Foreign exchange forward contracts
|
|
Other expenses / (income)
|
|
—
|
|
|
—
|
|
|
(1
|
)
|
|
—
|
|
||||
Commodity derivative contracts
|
|
Cost of products sold
|
|
(3
|
)
|
|
3
|
|
|
(3
|
)
|
|
(3
|
)
|
||||
Deferred compensation derivative contracts
|
|
Administrative expenses
|
|
4
|
|
|
—
|
|
|
(1
|
)
|
|
(2
|
)
|
||||
Treasury rate lock contracts
|
|
Interest expense
|
|
(17
|
)
|
|
—
|
|
|
(18
|
)
|
|
—
|
|
||||
Total
|
|
|
|
$
|
(16
|
)
|
|
$
|
3
|
|
|
$
|
(23
|
)
|
|
$
|
(6
|
)
|
14.
|
Variable Interest Entity
|
15.
|
Fair Value Measurements
|
•
|
Level 1: Observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets.
|
•
|
Level 2: Inputs other than quoted prices included in Level 1 that are observable for the asset or liability through corroboration with observable market data.
|
•
|
Level 3: Unobservable inputs, which are valued based on our estimates of assumptions that market participants would use in pricing the asset or liability.
|
|
Fair Value
as of April 29, 2018 |
|
Fair Value Measurements at
April 29, 2018 Using Fair Value Hierarchy |
|
Fair Value
as of July 30, 2017 |
|
Fair Value Measurements at
July 30, 2017 Using Fair Value Hierarchy |
||||||||||||||||||||||||
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
||||||||||||||||||||
Assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Foreign exchange forward contracts
(1)
|
$
|
3
|
|
|
$
|
—
|
|
|
$
|
3
|
|
|
$
|
—
|
|
|
$
|
3
|
|
|
$
|
—
|
|
|
$
|
3
|
|
|
$
|
—
|
|
Commodity derivative contracts
(2)
|
8
|
|
|
7
|
|
|
1
|
|
|
—
|
|
|
6
|
|
|
6
|
|
|
—
|
|
|
—
|
|
||||||||
Deferred compensation derivative contracts
(3)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1
|
|
|
—
|
|
|
1
|
|
|
—
|
|
||||||||
Deferred compensation investments
(4)
|
6
|
|
|
6
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Fair value option investments
(5)
|
69
|
|
|
—
|
|
|
—
|
|
|
69
|
|
|
50
|
|
|
—
|
|
|
1
|
|
|
49
|
|
||||||||
Total assets at fair value
|
$
|
86
|
|
|
$
|
13
|
|
|
$
|
4
|
|
|
$
|
69
|
|
|
$
|
60
|
|
|
$
|
6
|
|
|
$
|
5
|
|
|
$
|
49
|
|
|
Fair Value
as of April 29, 2018 |
|
Fair Value Measurements at
April 29, 2018 Using Fair Value Hierarchy |
|
Fair Value
as of July 30, 2017 |
|
Fair Value Measurements at
July 30, 2017 Using Fair Value Hierarchy |
||||||||||||||||||||||||
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
||||||||||||||||||
Liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Forward starting interest rate swaps
(6)
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
22
|
|
|
$
|
—
|
|
|
$
|
22
|
|
|
$
|
—
|
|
Foreign exchange forward contracts
(1)
|
1
|
|
|
—
|
|
|
1
|
|
|
—
|
|
|
21
|
|
|
—
|
|
|
21
|
|
|
—
|
|
||||||||
Commodity derivative contracts
(2)
|
3
|
|
|
2
|
|
|
1
|
|
|
—
|
|
|
1
|
|
|
1
|
|
|
—
|
|
|
—
|
|
||||||||
Deferred compensation derivative contracts
(3)
|
1
|
|
|
—
|
|
|
1
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Deferred compensation obligation
(4)
|
105
|
|
|
105
|
|
|
—
|
|
|
—
|
|
|
112
|
|
|
112
|
|
|
—
|
|
|
—
|
|
||||||||
Total liabilities at fair value
|
$
|
110
|
|
|
$
|
107
|
|
|
$
|
3
|
|
|
$
|
—
|
|
|
$
|
156
|
|
|
$
|
113
|
|
|
$
|
43
|
|
|
$
|
—
|
|
(1)
|
Based on observable market transactions of spot currency rates and forward rates.
|
(2)
|
Based on quoted futures exchanges and on observable prices of futures and options transactions in the marketplace.
|
(3)
|
Based on LIBOR and equity index swap rates.
|
(4)
|
Based on the fair value of the participants' investments.
|
(5)
|
Primarily represents investments in equity securities that are not readily marketable and are accounted for under the fair value option. The investments were funded by Acre. See Note 14 for additional information. Fair value is based on analyzing recent transactions and transactions of comparable companies, and the discounted cash flow method. In addition, allocation methods, including the option pricing method, are used in distributing fair value among various equity holders according to rights and preferences. Changes in the fair value of investments were not material in 2018 or 2017.
|
(6)
|
Based on LIBOR swap rates.
|
|
|
April 29, 2018
|
|
April 29, 2018
|
||||||||||||||||||||
|
|
Impairment Charges
|
|
Fair Value
|
||||||||||||||||||||
Reporting Unit
|
|
Plant Assets
|
|
Trademark
|
|
Goodwill
|
|
Plant Assets
|
|
Trademark
|
|
Goodwill
|
||||||||||||
Deli
|
|
$
|
11
|
|
|
$
|
13
|
|
|
$
|
81
|
|
|
$
|
53
|
|
|
$
|
23
|
|
|
$
|
—
|
|
Bolthouse Farms refrigerated beverages and salad dressings
|
|
|
|
$
|
130
|
|
|
$
|
384
|
|
|
|
|
$
|
150
|
|
|
$
|
—
|
|
16.
|
Share Repurchases
|
17.
|
Stock-based Compensation
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||
|
April 29,
2018 |
|
April 30,
2017 |
|
April 29,
2018 |
|
April 30,
2017 |
||||||||
Total pre-tax stock-based compensation expense
|
$
|
16
|
|
|
$
|
16
|
|
|
$
|
48
|
|
|
$
|
48
|
|
Tax-related benefits
|
$
|
3
|
|
|
$
|
6
|
|
|
$
|
10
|
|
|
$
|
18
|
|
|
Options
|
|
Weighted-
Average
Exercise
Price
|
|
Weighted-
Average
Remaining
Contractual
Life
|
|
Aggregate
Intrinsic
Value
|
|||||
|
(Options in
thousands)
|
|
|
|
(In years)
|
|
|
|||||
Outstanding at July 30, 2017
|
1,042
|
|
|
$
|
52.08
|
|
|
|
|
|
||
Granted
|
575
|
|
|
$
|
47.19
|
|
|
|
|
|
||
Exercised
|
—
|
|
|
$
|
—
|
|
|
|
|
|
||
Terminated
|
(80
|
)
|
|
$
|
50.05
|
|
|
|
|
|
||
Outstanding at April 29, 2018
|
1,537
|
|
|
$
|
50.36
|
|
|
8.4
|
|
$
|
—
|
|
Exercisable at April 29, 2018
|
519
|
|
|
$
|
51.40
|
|
|
7.7
|
|
$
|
—
|
|
|
2018
|
|
2017
|
Risk-free interest rate
|
2.06%
|
|
1.28%
|
Expected dividend yield
|
2.95%
|
|
2.26%
|
Expected volatility
|
19.60%
|
|
18.64%
|
Expected term
|
6 years
|
|
6 years
|
Grant-date fair value
|
$6.67
|
|
$7.51
|
|
Units
|
|
Weighted-
Average
Grant-Date
Fair Value
|
|||
|
(Restricted stock
units in thousands)
|
|
|
|||
Nonvested at July 30, 2017
|
1,221
|
|
|
$
|
50.86
|
|
Granted
|
931
|
|
|
$
|
46.03
|
|
Vested
|
(639
|
)
|
|
$
|
48.59
|
|
Forfeited
|
(87
|
)
|
|
$
|
49.44
|
|
Nonvested at April 29, 2018
|
1,426
|
|
|
$
|
48.81
|
|
|
Units
|
|
Weighted-
Average
Grant-Date
Fair Value
|
|||
|
(Restricted stock
units in thousands)
|
|
|
|||
Nonvested at July 30, 2017
|
1,774
|
|
|
$
|
48.24
|
|
Granted
|
943
|
|
|
$
|
39.39
|
|
Vested
|
(815
|
)
|
|
$
|
43.39
|
|
Forfeited
|
(113
|
)
|
|
$
|
45.78
|
|
Nonvested at April 29, 2018
|
1,789
|
|
|
$
|
46.30
|
|
|
2018
|
|
2017
|
Risk-free interest rate
|
1.58%
|
|
0.85%
|
Expected dividend yield
|
2.95%
|
|
2.26%
|
Expected volatility
|
19.07%
|
|
17.78%
|
Expected term
|
3 years
|
|
3 years
|
18.
|
Commitments and Contingencies
|
19.
|
Supplemental Financial Statement Data
|
|
April 29,
2018 |
|
July 30,
2017 |
||||
Inventories
|
|
|
|
||||
Raw materials, containers and supplies
|
$
|
459
|
|
|
$
|
377
|
|
Finished products
|
617
|
|
|
525
|
|
||
Total
|
$
|
1,076
|
|
|
$
|
902
|
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||
|
April 29,
2018 |
|
April 30,
2017 |
|
April 29,
2018 |
|
April 30,
2017 |
||||||||
Other expenses / (income)
|
|
|
|
|
|
|
|
||||||||
Amortization of intangible assets
|
$
|
10
|
|
|
$
|
5
|
|
|
$
|
18
|
|
|
$
|
15
|
|
Impairment of intangible assets
(1)
|
608
|
|
|
—
|
|
|
683
|
|
|
212
|
|
||||
Net periodic benefit expense (income) other than the service cost
|
(23
|
)
|
|
(19
|
)
|
|
(87
|
)
|
|
(33
|
)
|
||||
Investment (gains) / losses
|
1
|
|
|
2
|
|
|
1
|
|
|
4
|
|
||||
Transaction costs
(2)
|
29
|
|
|
—
|
|
|
53
|
|
|
—
|
|
||||
Legal settlement
|
22
|
|
|
—
|
|
|
22
|
|
|
—
|
|
||||
Other
|
—
|
|
|
(3
|
)
|
|
(2
|
)
|
|
(1
|
)
|
||||
Total
|
$
|
647
|
|
|
$
|
(15
|
)
|
|
$
|
688
|
|
|
$
|
197
|
|
•
|
Net sales of
$2.125 billion
increased
15%
from the year-ago quarter primarily due to a 14-point benefit from the acquisitions of Snyder's-Lance and Pacific Foods and the favorable impact from currency translation.
|
•
|
Gross profit, as a percent of sales,
decreased
to
29.1%
from
35.9%
in the year-ago quarter. The decrease was primarily due to cost inflation and higher supply chain costs, the dilutive impact of acquisitions, higher restructuring-related costs, and higher levels of promotional spending, partially offset by productivity improvements.
|
•
|
Administrative expenses
increased
15%
to
$163 million
from
$142 million
in the year-ago quarter. The increase was primarily due to higher expenses related to cost savings initiatives, the impact of acquisitions, including integration costs, partially offset by lower incentive compensation and benefit costs.
|
•
|
Other expenses / (income) decreased from income of
$15 million
in the year-ago quarter to expense of
$647 million
in the current quarter. The current year quarter included non-cash impairment charges of
$608 million
on the intangible assets of Campbell Fresh, transaction costs related to the Snyder's-Lance acquisition of
$29 million
, and expense of
$22 million
related to a settlement of a legal claim. For additional information on the impairment, see "Significant Accounting Estimates."
|
•
|
The effective tax rate declined to
24.0%
in the current quarter, compared to
34.8%
in the year-ago quarter. In the current quarter, we recognized a tax benefit of $122 million on $619 million of impairment charges. The effective rate primarily
|
•
|
We reported a loss per share of
$1.31
in the current quarter, compared to earnings of
$.58
a year ago. The current and prior-year quarter included expenses of
$2.00
and
$.01
per share, respectively, from items impacting comparability as discussed below.
|
•
|
Year-to-date in 2018, we recognized gains of
$14 million
in Other expenses / (income) ($10 million after tax, or $.03 per share) associated with mark-to-market adjustments for defined benefit pension and postretirement plans. Year-to-date in
2017
, we recognized losses of
$20 million
in Other expenses / (income) ($13 million after tax, or $.04 per share) associated with mark-to-market adjustments for defined benefit pension and postretirement plans;
|
•
|
In 2015, we implemented initiatives to reduce costs and to streamline our organizational structure. In 2017, we expanded these cost savings initiatives by further optimizing our supply chain network, primarily in North America, continuing to evolve our operating model to drive efficiencies, and more fully integrating our recent acquisitions. In January 2018, as part of the expanded initiatives, we authorized additional costs to improve the operational efficiency of our thermal supply chain network in North America by closing our manufacturing facility in Toronto, Ontario, and to optimize our information technology infrastructure by migrating certain applications to the latest cloud technology platform. In the third quarter of
2018
, we recorded a pre-tax restructuring charge of $14 million and implementation costs and other related costs of $30 million in Administrative expenses, $14 million in Cost of products sold, and $2 million in Marketing and selling expenses (aggregate impact of $45 million after tax, or $.15 per share) related to these initiatives. Year-to-date in
2018
, we recorded a pre-tax restructuring charge of $49 million and implementation costs and other related costs of $68 million in Administrative expenses, $20 million in Cost of products sold, and $2 million in Marketing and selling expenses (aggregate impact of $103 million after tax, or $.34 per share) related to these initiatives. In the third quarter of 2017, we recorded implementation costs and other related costs of $7 million in Administrative expenses ($4 million after tax, or $.01 per share) related to these initiatives. Year-to-date in
2017
, we recorded implementation costs and other related costs of $18 million in Administrative expenses ($11 million after tax, or $.04 per share) related to these initiatives. See Note 7 to the Consolidated Financial Statements and "Restructuring Charges and Cost Savings Initiatives" for additional information;
|
•
|
In the second quarter of 2018, we announced our intent to acquire Snyder's-Lance and incurred transaction costs of $24 million in Other expenses / (income) ($19 million after tax, or $.06 per share) associated with the acquisition. The acquisition closed on March 26, 2018, and in the third quarter of 2018, we incurred $82 million of transaction and integration costs, of which $10 million was recorded in Restructuring charges, $6 million in Administrative expenses,
$29 million
in Other expenses / (income), and $37 million in Cost of products sold associated with an acquisition date fair value adjustment for inventory. We also recorded a gain in Interest expense of $18 million on treasury rate lock contracts used to hedge the planned financing of the acquisition. The aggregate impact was $64 million, $46 million after tax, or $.15 per share. Year-to-date in 2018, we incurred $88 million of transaction and integration costs, of which $10 million was recorded in Restructuring charges, $6 million in Administrative expenses,
$53 million
in Other expenses / (income), $37 million in Cost of products sold, and a gain on the treasury rate lock contracts of $18 million in Interest expense. The aggregate after-tax impact was $65 million, or $.22 per share;
|
•
|
In the third quarter of 2018, we performed interim impairment assessments within Campbell Fresh on the deli reporting unit, which includes Garden Fresh Gourmet and the U.S. refrigerated soup business, and the Bolthouse Farms refrigerated beverages and salad dressings reporting unit. Within the deli unit, we revised our long-term outlook due to the anticipated loss of refrigerated soup business with certain customers, as well as the recent performance of the business. In addition, the operating performance of the Bolthouse Farms refrigerated beverages and salad dressings reporting unit was below expectations. We revised our long-term outlook for future earnings and cash flows for each of these reporting units. We recorded a non-cash impairment charge of
$11 million
on the tangible assets and $94 million on the intangible assets ($80 million after tax, or $.27 per share) of the deli reporting unit, and a non-cash impairment charge of $514 million ($417 million after tax, or $1.39 per share) related to the intangible assets of the Bolthouse Farms refrigerated beverages and salad dressings reporting unit. The aggregate impact of the impairment charges was $619 million, of which
$11 million
was recorded in Cost of products sold and
$608 million
in Other expenses / (income), ($497 million after tax, or $1.65 per share).
|
•
|
In the third quarter of 2018, we recorded expense of
$22 million
in Other expenses / (income) ($15 million after tax, or
$.05
per share) from a settlement of a legal claim; and
|
•
|
Year-to-date in 2018, we reflected the impact on taxes of the enactment of the Act that was signed into law in December 2017. We recorded a tax benefit of $179 million due to the remeasurement of deferred tax assets and liabilities, and a tax charge of $59 million related to a transition tax on unremitted foreign earnings. The net impact was a tax benefit of $120 million ($.40 per share). See Note 11 to the Consolidated Financial Statements and "Taxes on Earnings" for additional information.
|
|
Three Months Ended
|
||||||||||||||
|
April 29, 2018
|
|
April 30, 2017
|
||||||||||||
(Millions, except per share amounts)
|
Earnings
Impact
|
|
EPS
Impact
|
|
Earnings
Impact
|
|
EPS
Impact
|
||||||||
Net earnings (loss) attributable to Campbell Soup Company
|
$
|
(393
|
)
|
|
$
|
(1.31
|
)
|
|
$
|
176
|
|
|
$
|
.58
|
|
|
|
|
|
|
|
|
|
||||||||
Restructuring charges, implementation costs and related costs
|
$
|
(45
|
)
|
|
$
|
(.15
|
)
|
|
$
|
(4
|
)
|
|
$
|
(.01
|
)
|
Transaction and integration costs
|
(46
|
)
|
|
(.15
|
)
|
|
—
|
|
|
—
|
|
||||
Impairment charges
|
(497
|
)
|
|
(1.65
|
)
|
|
—
|
|
|
—
|
|
||||
Claim settlement
|
(15
|
)
|
|
(.05
|
)
|
|
—
|
|
|
—
|
|
||||
Impact of items on Net earnings (loss)
|
$
|
(603
|
)
|
|
$
|
(2.00
|
)
|
|
$
|
(4
|
)
|
|
$
|
(.01
|
)
|
|
|
|
|
|
|
|
|
||||||||
|
Nine Months Ended
|
||||||||||||||
|
April 29, 2018
|
|
April 30, 2017
|
||||||||||||
(Millions, except per share amounts)
|
Earnings
Impact
|
|
EPS
Impact
|
|
Earnings
Impact
|
|
EPS
Impact
|
||||||||
Net earnings attributable to Campbell Soup Company
|
$
|
167
|
|
|
$
|
.55
|
|
|
$
|
569
|
|
|
$
|
1.85
|
|
|
|
|
|
|
|
|
|
||||||||
Pension and postretirement benefit mark-to-market adjustments
|
$
|
10
|
|
|
$
|
.03
|
|
|
$
|
(13
|
)
|
|
$
|
(.04
|
)
|
Restructuring charges, implementation costs and other related costs
|
(103
|
)
|
|
(.34
|
)
|
|
(11
|
)
|
|
(.04
|
)
|
||||
Transaction and integration costs
|
(65
|
)
|
|
(.22
|
)
|
|
—
|
|
|
—
|
|
||||
Impairment charges
|
(571
|
)
|
|
(1.89
|
)
|
|
(180
|
)
|
|
(.58
|
)
|
||||
Claim settlement
|
(15
|
)
|
|
(.05
|
)
|
|
—
|
|
|
—
|
|
||||
Tax reform
|
120
|
|
|
.40
|
|
|
—
|
|
|
—
|
|
||||
Impact of items on Net earnings
|
$
|
(624
|
)
|
|
$
|
(2.07
|
)
|
|
$
|
(204
|
)
|
|
$
|
(.66
|
)
|
|
Three Months Ended
|
|
|
||||||
(Millions)
|
April 29, 2018
|
|
April 30, 2017
|
|
% Change
(1)
|
||||
Americas Simple Meals and Beverages
|
$
|
1,010
|
|
|
$
|
966
|
|
|
5%
|
Global Biscuits and Snacks
|
862
|
|
|
639
|
|
|
35
|
||
Campbell Fresh
|
251
|
|
|
248
|
|
|
1
|
||
Corporate
|
2
|
|
|
—
|
|
|
n/m
|
||
|
$
|
2,125
|
|
|
$
|
1,853
|
|
|
15%
|
(1)
|
n/m - Not meaningful.
|
|
Americas Simple Meals and Beverages
(1)
|
|
Global Biscuits and Snacks
(1)
|
|
Campbell Fresh
(1)
|
|
Total
|
Volume and Mix
|
—%
|
|
1%
|
|
2%
|
|
1%
|
Price and Sales Allowances
|
—
|
|
1
|
|
—
|
|
—
|
(Increased)/Decreased Promotional Spending
(2)
|
(2)
|
|
(1)
|
|
—
|
|
(1)
|
Currency
|
—
|
|
1
|
|
—
|
|
1
|
Acquisitions
|
6
|
|
32
|
|
—
|
|
14
|
|
5%
|
|
35%
|
|
1%
|
|
15%
|
(1)
|
Sum of individual amounts does not add due to rounding.
|
(2)
|
Represents revenue reductions from trade promotion and consumer coupon redemption programs.
|
|
Margin Impact
|
Cost inflation, supply chain costs and other factors
(1)
|
(3.2)%
|
Impact of acquisitions
(2)
|
(2.8)
|
Higher level of promotional spending
|
(0.6)
|
Restructuring-related costs
|
(0.7)
|
Impairment charge on plant assets
|
(0.5)
|
Mix
|
(0.3)
|
Productivity improvements
|
1.3
|
|
(6.8)%
|
(1)
|
Includes a positive margin impact of 0.7 from cost savings initiatives, which was more than offset by cost inflation and other factors, including higher transportation and logistics costs and higher costs in Campbell Fresh in 2018.
|
(2)
|
Includes a negative margin impact of 1.7 from a Snyder's-Lance acquisition date fair value adjustment for inventory.
|
|
|
Three Months Ended
|
|
|
||||||
(Millions)
|
|
April 29, 2018
|
|
April 30, 2017
|
|
% Change
(2)
|
||||
Americas Simple Meals and Beverages
|
|
$
|
217
|
|
|
$
|
224
|
|
|
(3)%
|
Global Biscuits and Snacks
|
|
123
|
|
|
100
|
|
|
23
|
||
Campbell Fresh
|
|
(19
|
)
|
|
1
|
|
|
n/m
|
||
|
|
321
|
|
|
325
|
|
|
(1)%
|
||
Corporate
|
|
(772
|
)
|
|
(27
|
)
|
|
|
||
Restructuring charges
(1)
|
|
(24
|
)
|
|
—
|
|
|
|
||
Earnings (loss) before interest and taxes
|
|
$
|
(475
|
)
|
|
$
|
298
|
|
|
|
(1)
|
See Note 7 to the Consolidated Financial Statements for additional information on restructuring charges.
|
(2)
|
n/m - Not meaningful.
|
•
|
non-cash
impairment charges of $
619 million
related to the assets of the deli reporting unit and the Bolthouse Farms refrigerated beverages and salad dressings reporting unit;
|
•
|
transaction and integration costs of
$72 million
associated with the acquisition of Snyder's-Lance;
|
•
|
costs of
$46 million
related to cost savings initiatives; and
|
•
|
$22 million
of expense related to the settlement of a legal claim.
|
•
|
In 2018, we recognized a $15 million tax benefit on
$60 million
of restructuring charges, implementation costs and other related costs. In 2017, we recognized a $3 million tax benefit on
$7 million
of restructuring charges, implementation costs and other related costs;
|
•
|
In 2018, we recognized an $18 million tax benefit on $64 million of transaction and integration costs associated with the acquisition of Snyder's-Lance;
|
•
|
In 2018, we recognized a $122 million tax benefit on the $619 million impairment charges on the tangible and intangible assets of the deli reporting unit and the Bolthouse Farms refrigerated beverages and salad dressings reporting unit; and
|
•
|
In 2018, we recognized a $7 million tax benefit on $22 million of expense related to the settlement of a legal claim.
|
|
Nine Months Ended
|
|
|
||||||
(Millions)
|
April 29, 2018
|
|
April 30, 2017
|
|
% Change
(1)
|
||||
Americas Simple Meals and Beverages
|
$
|
3,424
|
|
|
$
|
3,459
|
|
|
(1)%
|
Global Biscuits and Snacks
|
2,297
|
|
|
2,025
|
|
|
13
|
||
Campbell Fresh
|
742
|
|
|
742
|
|
|
—
|
||
Corporate
|
3
|
|
|
—
|
|
|
n/m
|
||
|
$
|
6,466
|
|
|
$
|
6,226
|
|
|
4%
|
(1)
|
n/m - Not meaningful.
|
|
Americas Simple Meals and Beverages
|
|
Global Biscuits and Snacks
|
|
Campbell Fresh
|
|
Total
(1)
|
Volume and Mix
|
(3)%
|
|
1%
|
|
—%
|
|
(1)%
|
Price and Sales Allowances
|
—
|
|
1
|
|
—
|
|
—
|
Currency
|
—
|
|
1
|
|
—
|
|
1
|
Acquisitions
|
2
|
|
10
|
|
—
|
|
5
|
|
(1)%
|
|
13%
|
|
—%
|
|
4%
|
(1)
|
Sum of the individual amounts does not add due to rounding.
|
|
Margin Impact
|
Cost inflation, supply chain costs and other factors
(1)
|
(3.0)%
|
Impact of acquisitions
(2)
|
(1.2)
|
Mix
|
(0.4)
|
Restructuring-related costs
|
(0.3)
|
Impairment charge on plant assets
|
(0.2)
|
Higher level of promotional spending
|
(0.1)
|
Productivity improvements
|
1.3
|
|
(3.9)%
|
(1)
|
Includes a positive margin impact of 0.7 from cost savings initiatives, which was more than offset by cost inflation and other factors, including higher transportation and logistics costs and higher carrot costs in 2018.
|
(2)
|
Includes a negative margin impact of 0.6 from a Snyder's-Lance acquisition date fair value adjustment for inventory.
|
•
|
non-cash impairment charges of
$683 million
related to the intangible assets of the deli reporting unit, the Bolthouse Farms refrigerated beverages and salad dressings reporting unit, and the Bolthouse Farms carrot and carrots ingredients reporting unit;
|
•
|
$53 million
of transaction costs associated with acquisition of Snyder's-Lance;
|
•
|
$22 million
of expense related to the settlement of a legal claim; and
|
•
|
$14 million
of gains on pension and postretirement benefit mark-to-market adjustments.
|
|
|
Nine Months Ended
|
|
|
||||||
(Millions)
|
|
April 29, 2018
|
|
April 30, 2017
|
|
% Change
(2)
|
||||
Americas Simple Meals and Beverages
|
|
$
|
827
|
|
|
$
|
915
|
|
|
(10)%
|
Global Biscuits and Snacks
|
|
382
|
|
|
352
|
|
|
9
|
||
Campbell Fresh
|
|
(36
|
)
|
|
(1
|
)
|
|
n/m
|
||
|
|
1,173
|
|
|
1,266
|
|
|
(7)%
|
||
Corporate
|
|
(934
|
)
|
|
(306
|
)
|
|
|
||
Restructuring charges
(1)
|
|
(59
|
)
|
|
—
|
|
|
|
||
Earnings before interest and taxes
|
|
$
|
180
|
|
|
$
|
960
|
|
|
|
(1)
|
See Note 7 to the Consolidated Financial Statements for additional information on restructuring charges.
|
(2)
|
n/m - Not meaningful.
|
•
|
non-cash impairment charges of $694 million related to the assets of the deli reporting unit, the Bolthouse Farms refrigerated beverages and salad dressings reporting unit, and the Bolthouse Farms carrot and carrots ingredients reporting unit;
|
•
|
transaction and integration costs of $96 million associated with the acquisition of Snyder's-Lance;
|
•
|
costs of
$90 million
related to the cost savings initiatives;
|
•
|
$22 million
of expense related to the settlement of a legal claim; and
|
•
|
$14 million
of gains on pension and postretirement benefit mark-to-market adjustments.
|
•
|
The corporate rate reduction as of January 1, 2018, resulted in a blended U.S. statutory tax rate of approximately
27%
;
|
•
|
Remeasurement of deferred tax assets and liabilities resulted in a tax benefit of
$179 million
; and
|
•
|
Imposition of a transition tax on unremitted foreign earnings resulted in a tax charge of
$59 million
.
|
•
|
In 2018, we recognized tax expense of $4 million on
$14 million
of pension and postretirement benefit mark-to-market gains. In 2017, we recognized a tax benefit of $7 million on
$20 million
of pension and postretirement benefit mark-to-market losses;
|
•
|
In 2018, we recognized a $36 million tax benefit on
$139 million
of restructuring charges, implementation costs and other related costs. In 2017, we recognized a $7 million tax benefit on
$18 million
of restructuring charges, implementation costs and other related costs;
|
•
|
In 2018, we recognized a $23 million tax benefit on $88 million of transaction and integration costs associated with the acquisition of Snyder's-Lance;
|
•
|
In 2018, we recognized a $123 million tax benefit on the $694 million impairment charges on the assets of the deli reporting unit, the Bolthouse Farms refrigerated beverages and salad dressings reporting unit, and the Bolthouse Farms carrot and carrot ingredients reporting unit. In 2017, we recognized a $32 million tax benefit on the
$212 million
impairment charges on the intangible assets of the Bolthouse Farms carrot and carrot ingredients reporting unit and the Garden Fresh Gourmet reporting unit;
|
•
|
In 2018, we recognized a $7 million tax benefit on the $22 million of expense related to the settlement of a legal claim; and
|
•
|
In 2018, we recognized a net tax benefit of $120 million related to the enactment of the Act on the remeasurement of deferred tax assets and liabilities and transition tax on unremitted foreign earnings described above.
|
|
Three Months Ended
|
|
Nine Months Ended
|
|
Year Ended
|
||||||||||||||||||||||
(Millions, except per share amounts)
|
April 29, 2018
|
|
April 30, 2017
|
|
April 29, 2018
|
|
April 30, 2017
|
|
July 30, 2017
|
|
July 31, 2016
|
|
August 2, 2015
|
||||||||||||||
Restructuring charges
|
$
|
14
|
|
|
$
|
—
|
|
|
$
|
49
|
|
|
$
|
—
|
|
|
$
|
18
|
|
|
$
|
35
|
|
|
$
|
102
|
|
Administrative expenses
|
30
|
|
|
7
|
|
|
68
|
|
|
18
|
|
|
36
|
|
|
47
|
|
|
22
|
|
|||||||
Cost of products sold
|
14
|
|
|
—
|
|
|
20
|
|
|
—
|
|
|
4
|
|
|
—
|
|
|
—
|
|
|||||||
Marketing and selling expenses
|
2
|
|
|
—
|
|
|
2
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Total pre-tax charges
|
$
|
60
|
|
|
$
|
7
|
|
|
$
|
139
|
|
|
$
|
18
|
|
|
$
|
58
|
|
|
$
|
82
|
|
|
$
|
124
|
|
|
|||||||||||||||||||||||||||
Aggregate after-tax impact
|
$
|
45
|
|
|
$
|
4
|
|
|
$
|
103
|
|
|
$
|
11
|
|
|
$
|
37
|
|
|
$
|
52
|
|
|
$
|
78
|
|
Per share impact
|
$
|
.15
|
|
|
$
|
.01
|
|
|
$
|
.34
|
|
|
$
|
.04
|
|
|
$
|
.12
|
|
|
$
|
.17
|
|
|
$
|
.25
|
|
(Millions)
|
Recognized as of April 29, 2018
|
||
Severance pay and benefits
|
$
|
180
|
|
Asset impairment/accelerated depreciation
|
31
|
|
|
Implementation costs and other related costs
|
192
|
|
|
Total
|
$
|
403
|
|
|
Year Ended
|
||||||||||
(Millions)
|
July 30,
2017 |
|
July 31, 2016
|
|
August 2, 2015
|
||||||
Total pre-tax savings
|
$
|
325
|
|
|
$
|
215
|
|
|
$
|
85
|
|
|
April 29, 2018
|
||||||||||
(Millions)
|
Three Months Ended
|
|
Nine Months Ended
|
|
Costs Incurred to Date
|
||||||
Americas Simple Meals and Beverages
|
$
|
16
|
|
|
$
|
56
|
|
|
$
|
148
|
|
Global Biscuits and Snacks
|
36
|
|
|
63
|
|
|
141
|
|
|||
Campbell Fresh
|
1
|
|
|
4
|
|
|
10
|
|
|||
Corporate
|
7
|
|
|
16
|
|
|
104
|
|
|||
Total
|
$
|
60
|
|
|
$
|
139
|
|
|
$
|
403
|
|
(Millions)
|
|
Bolthouse Farms carrot and carrot ingredients
|
|
Plum
|
|
Garden Fresh Gourmet
|
|
Bolthouse Farms refrigerated beverages and salad dressings
|
||||||||
1% increase in the weighted-average cost of capital
|
|
$
|
—
|
|
|
$
|
(5
|
)
|
|
$
|
(3
|
)
|
|
$
|
(22
|
)
|
•
|
changes in consumer demand for our products and favorable perception of our brands;
|
•
|
the risks associated with trade and consumer acceptance of product improvements, shelving initiatives, new products and pricing and promotional strategies;
|
•
|
the impact of strong competitive responses to our efforts to leverage our brand power with product innovation, promotional programs and new advertising;
|
•
|
changing inventory management practices by certain of our key customers;
|
•
|
a changing customer landscape, with value and e-commerce retailers expanding their market presence, while certain of our key customers maintain significance to our business;
|
•
|
our ability to realize projected cost savings and benefits from our efficiency and/or restructuring initiatives;
|
•
|
our ability to manage changes to our organizational structure and/or business processes, including our selling, distribution, manufacturing and information management systems or processes;
|
•
|
product quality and safety issues, including recalls and product liabilities;
|
•
|
the ability to complete and to realize the projected benefits of acquisitions, divestitures and other business portfolio changes, including the Snyder's-Lance acquisition;
|
•
|
our indebtedness and ability to pay such indebtedness;
|
•
|
disruptions to our supply chain, including fluctuations in the supply of and inflation in energy and raw and packaging materials cost;
|
•
|
the uncertainties of litigation and regulatory actions against us;
|
•
|
the possible disruption to the independent contractor distribution models used by certain of our businesses, including as a result of litigation or regulatory actions affecting their independent contractor classification;
|
•
|
the impact of non-U.S. operations, including trade restrictions, public corruption and compliance with foreign laws and regulations;
|
•
|
impairment to goodwill or other intangible assets;
|
•
|
our ability to protect our intellectual property rights;
|
•
|
increased liabilities and costs related to our defined benefit pension plans;
|
•
|
a material failure in or breach of our information technology systems;
|
•
|
our ability to attract and retain key talent;
|
•
|
changes in currency exchange rates, tax rates, interest rates, debt and equity markets, inflation rates, economic conditions, law, regulation and other external factors; and
|
•
|
unforeseen business disruptions in one or more of our markets due to political instability, civil disobedience, terrorism, armed hostilities, extreme weather conditions, natural disasters or other calamities.
|
a.
|
Evaluation of Disclosure Controls and Procedures
|
b.
|
Changes in Internal Controls
|
Item 1.
|
Legal Proceedings
|
•
|
diversion of management's attention from ongoing business concerns;
|
•
|
managing a larger combined business;
|
•
|
finalizing the integration of Snyder's-Lance's past acquisitions to the extent not yet completed;
|
•
|
perceived adverse changes in product offerings to consumers, whether or not these changes actually occur;
|
•
|
assumption of unknown risks and liabilities;
|
•
|
the retention of key suppliers and customers of Snyder's-Lance;
|
•
|
attracting new business and operational relationships; and
|
•
|
retaining and integrating key employees and maintaining employee morale.
|
•
|
increasing our exposure to fluctuations in interest rates;
|
•
|
subjecting us to financial and other covenants, the non-compliance with which could result in an event of default;
|
•
|
increasing our vulnerability to, and reducing our flexibility to respond to, general adverse economic and industry conditions;
|
•
|
limiting our flexibility in planning for, or reacting to, changes in our business and the industry in which we operate, including undertaking significant capital projects;
|
•
|
placing us at a competitive disadvantage as compared to our competitors, to the extent that they are not as highly leveraged; and
|
•
|
restricting us from pursuing certain business opportunities, including other acquisitions.
|
•
|
the inability to integrate acquired businesses into our existing operations in a timely and cost-efficient manner;
|
•
|
diversion of management's attention from other business concerns;
|
•
|
potential loss of key employees, suppliers and/or customers of acquired businesses;
|
•
|
assumption of unknown risks and liabilities;
|
•
|
the inability to achieve anticipated benefits, including revenues or other operating results;
|
•
|
operating costs of acquired businesses may be greater than expected;
|
•
|
the inability to promptly implement an effective control environment; and
|
•
|
the risks inherent in entering markets or lines of business with which we have limited or no prior experience.
|
Item 2.
|
Unregistered Sales of Equity Securities and Use of Proceeds
|
Item 6.
|
Exhibits
|
|
|
4(a)
|
|
|
|
4(b)
|
|
|
|
4(c)
|
|
|
|
4(d)
|
|
|
|
4(e)
|
|
|
|
4(f)
|
|
|
|
4(g)
|
|
|
|
4(h)
|
|
|
|
10(a)
|
|
|
|
10(b)+
|
|
|
|
31(a)
|
|
|
|
31(b)
|
|
|
|
32(a)
|
|
|
|
32(b)
|
|
|
|
101.INS
|
XBRL Instance Document
|
|
|
101.SCH
|
XBRL Schema Document
|
|
|
101.CAL
|
XBRL Calculation Linkbase Document
|
|
|
101.DEF
|
XBRL Definition Linkbase Document
|
|
|
101.LAB
|
XBRL Label Linkbase Document
|
|
|
101.PRE
|
XBRL Presentation Linkbase Document
|
|
|
CAMPBELL SOUP COMPANY
|
|
|
|
|
|
By: /s/ Anthony P. DiSilvestro
|
|
|
Anthony P. DiSilvestro
|
|
|
Senior Vice President and Chief Financial Officer
|
|
||
|
|
By: /s/ Stanley Polomski
|
|
|
Stanley Polomski
|
|
|
Vice President and Controller
|
|
|
|
CAMPBELL SOUP COMPANY
|
||
By:
|
/s/ Ashok Madhavan
|
|
|
Name:
|
Ashok Madhavan
|
|
Title:
|
VP & Treasurer
|
CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as Lender
|
||
By:
|
/s/ Vipul Dhadda
|
|
|
Name:
|
Vipul Dhadda
|
|
Title:
|
Authorized Signatory
|
By:
|
/s/ D. Andrew Maletta
|
|
|
Name:
|
D. Andrew Maletta
|
|
Title:
|
Authorized Signatory
|
Barclays Bank PLC, as a Lender
|
||
By:
|
/s/ Nicholas Guzzardo
|
|
|
Name:
|
Nicholas Guzzardo
|
|
Title:
|
Assistant Vice President
|
CoBank, ACB, as a Lender
|
||
By:
|
/s/ Patrick Sauer
|
|
|
Name:
|
Patrick Sauer
|
|
Title:
|
Vice President
|
PNC BANK, NATIONAL ASSOCIATION, as a Lender
|
||
By:
|
/s/ Denise DiSimone
|
|
|
Name:
|
Denise DiSimone
|
|
Title:
|
Senior Vice President
|
COOPERATIVE RABOBANK U.A., NEW YORK BRANCH, as a Lender
|
||
By:
|
/s/ Michael Lahaie
|
|
|
Name:
|
Michael Lahaie
|
|
Title:
|
Executive Director
|
By:
|
/s/ Jennifer Smith
|
|
|
Name:
|
Jennifer Smith
|
|
Title:
|
Vice President
|
BMO HARRIS BANK N.A., as a Lender
|
||
By:
|
/s/ Jason Deegan
|
|
|
Name:
|
Jason Deegan
|
|
Title:
|
Vice President
|
Wells Fargo Bank, N.A., as a Lender
|
||
By:
|
/s/ Beth Rue
|
|
|
Name:
|
Beth Rue
|
|
Title:
|
Director
|
JPMorgan Chase Bank, N.A., as a Lender
|
||
By:
|
/s/ Tony Yung
|
|
|
Name:
|
Tony Yung
|
|
Title:
|
Executive Director
|
ROYAL BANK OF CANADA, as a Lender
|
||
By:
|
/s/ Nikhil Madhok
|
|
|
Name:
|
Nikhil Madhok
|
|
Title:
|
Authorized Signatory
|
CITIBANK, N.A., as a Lender
|
||
By:
|
/s/ Carolyn A. Kee
|
|
|
Name:
|
Carolyn A. Kee
|
|
Title:
|
Vice President
|
Manufacturers and Traders Trust Company, as a Lender
|
||
By:
|
/s/ Keith A. Mummert
|
|
|
Name:
|
Keith A. Mummert
|
|
Title:
|
Vice President
|
Bank of America, N.A., as a Lender
|
||
By:
|
/s/ Andrew Wulff
|
|
|
Name:
|
Andrew Wulff
|
|
Title:
|
Vice President
|
SUMITOMO MITSUI BANKING CORPORATION, as a Lender
|
||
By:
|
/s/ James Weinstein
|
|
|
Name:
|
James Weinstein
|
|
Title:
|
Managing Director
|
BNP PARIBAS, as a Lender
|
||
By:
|
/s/ Melissa Dyki
|
|
|
Name:
|
Melissa Dyki
|
|
Title:
|
Director
|
By:
|
/s/ Richard Pace
|
|
|
Name:
|
Richard Pace
|
|
Title:
|
Managing Director
|
Bank of Tokyo Mitsubishi UFJ, as a Lender
|
||
By:
|
/s/ Charles Shaw
|
|
|
Name:
|
Charles Shaw
|
|
Title:
|
Authorized Signatory
|
CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as Administrative Agent
|
||
By:
|
/s/ Vipul Dhadda
|
|
|
Name:
|
Vipul Dhadda
|
|
Title:
|
Authorized Signatory
|
By:
|
/s/ D. Andrew Maletta
|
|
|
Name:
|
D. Andrew Maletta
|
|
Title:
|
Authorized Signatory
|
UNDERSTOOD AND AGREED, INTENDING TO BE LEGALLY BOUND:
|
||
|
|
|
/s/ Mark Alexander
|
|
April 30, 2018
|
Mark Alexander
|
|
Date
|
1.
|
Annual Incentive Plan:
You will be eligible to participate in the Campbell Soup Company Annual Incentive Plan (the AIP) for fiscal
2018
, as determined in accordance with the terms of the AIP and this Addendum. Eligibility for an award is contingent upon the Company receiving your signed Severance Agreement and General Release. Without a signed release, you are not eligible to receive an award. In the calculation of your award, the Company will utilize your target bonus opportunity of 90% of your Base Salary, with 60% of the award based on the Company’s performance and 40% based on your Division’s performance. The actual amount paid to you under the AIP for 2018 will be based on the Company’s performance and your Division’s performance as determined in the sole discretion of the Compensation and Organization Committee of the Campbell Soup Company’s Board of Directors. Decisions regarding bonus awards are normally made at the end of September and paid by the end of October. You will not be eligible for the AIP for fiscal
2019
.
|
2.
|
Restricted and Performance Stock:
The following section details the treatment upon termination of vested and unvested Stock Options, and outstanding unvested Restricted Stock Units (RSU) and Performance Restricted Stock Units (PSU) granted to you under the Campbell Soup Company 2005 Long-Term Incentive Plan (the 2005 LTIP) and the Campbell Soup Company 2015 Long-Term Incentive Plan (the 2015 LTIP). Eligibility for a prorated award is contingent upon the Company receiving your signed Severance Agreement and General Release. Without a signed release, all unvested units are forfeited. Applicable taxes will be withheld from the payment of any RSU or PSU award. In the event of any conflict between this Addendum and the 2005 LTIP and the 2015 LTIP, the 2005 LTIP and the 2015 LTIP will govern.
|
a.
|
You were granted
81,152
Stock Options under the 2005 LTIP on October 1, 2015 that will vest on September 30, 2018. You may exercise any vested, unexercised options within one year of your Termination Date or until the options expire, whichever is earlier.
|
b.
|
You were granted EPS PSU and TSR PSU under the 2005 LTIP on October 1, 2015. These grants will be fully vested prior to your Termination Date and will not be impacted.
|
c.
|
You were granted
55,290
Stock Options under the 2015 LTIP on October 1, 2016. As of the Termination Date, all unvested Stock Options
(18,430)
will be forfeited upon termination in accordance with the terms of the Long-Term Incentive Program, and you may exercise any vested, unexercised options within one year of your Termination Date or until the options expire, whichever is earlier.
|
d.
|
You were granted EPS PSU under the 2015 LTIP on October 1, 2016, from which
2,634
PSU will vest as scheduled on
September 30, 2018
. As of the Termination Date, you will have
2,634
unvested units from this grant,
878
of which will be forfeited upon termination in accordance with the terms of the Long-Term Incentive Program. The remaining
1,756
units will vest on the following schedule
and shall be delivered within two months of the vest date:
|
i.
|
1,756
EPS PSU will vest on
September 30, 2019
|
e.
|
You were granted TSR PSU under the 2015 LTIP on October 1, 2016. As of the Termination Date, you will have
15,802
unvested units from this grant,
5,267
of which will be forfeited upon termination in accordance with the terms of the Long-Term Incentive Program. The remaining
10,535
units will continue to be unvested until their originally scheduled vesting date. The precise number of units earned will be based on the Company’s Total Shareowner Return ranking during fiscal years 2017, 2018 and 2019, and the earned PSU will vest on
September 30, 2019
, and shall be delivered within two months of the vest date.
|
f.
|
You were granted
62,901
Stock Options under the 2015 LTIP on October 1, 2017. As of the Termination Date, all unvested Stock Options
(41,934)
will be forfeited upon termination in accordance with the terms of the Long-Term Incentive Program, and you may exercise any vested, unexercised options within one year of your Termination Date or until the options expire, whichever is earlier.
|
g.
|
You were granted EPS PSU under the 2015 LTIP on October 1, 2017. Subject to the Company’s achievement of the fiscal 2018 EPS threshold,
2,996
EPS PSU will vest as scheduled on
September 30, 2018
. As of the Termination Date, you will have
5,993
unvested units from this grant,
3,496
of which will be forfeited upon termination in accordance with the terms of the Long-Term Incentive Program. Subject to the Company’s achievement of the fiscal 2018 EPS threshold, the remaining
2,497
units will vest on the following schedule
and shall be delivered within two months of the vest date:
|
i.
|
1,498
EPS PSU will vest on
September 30, 2019
|
ii.
|
999
EPS PSU will vest on
September 30, 2020
|
h.
|
You were granted TSR PSU under the 2015 LTIP on October 1, 2017. As of the Termination Date, you will have
17,977
unvested units from this grant,
11,985
of which will be forfeited upon termination in accordance with the terms of the Long-Term Incentive Program. The remaining
5,992
units will continue to be unvested until their originally scheduled vesting date. The precise number of units earned will be based on the Company’s Total Shareowner Return ranking during fiscal years 2018, 2019 and 2020, and the earned PSU will vest on
September 30, 2020
, and shall be delivered within two months of the vest date.
|
3.
|
You will not be eligible for any additional awards under the 2005 LTIP and the 2015 LTIP.
|
4.
|
Your final quarterly payment under the Company’s Personal Choice Program will be paid in
August 2018
.
|
5.
|
All reimbursements or in-kind benefits under this Agreement shall be made or provided in accordance with the requirements of Section 409A of the Code, including, where applicable: (i) the amount of expenses eligible for reimbursement or the provision of in-kind benefits in one year will not affect eligibility for reimbursements or benefits in any other year; (ii) any reimbursement of eligible expenses will be made on or before the last day of the year following the year in which the expense was incurred; and (iii) your right to reimbursement shall not be subject to liquidation or exchange for another benefit.
|
Campbell Leadership Team
|
|||
Job Title
|
Age
(as of 3/16/2018)
|
Selected to Receive Severance
|
Not Selected to Receive Severance
|
President, Americas Simple Meals & Beverages
|
##
|
x
|
|
President, Campbell Fresh
|
##
|
|
X
|
President, Global Biscuits & Snacks
|
##
|
|
X
|
Senior Vice President & Chief Financial Officer
|
##
|
|
X
|
Senior Vice President & Chief Human Resources Officer
|
##
|
|
X
|
Senior Vice President & General Counsel
|
##
|
|
X
|
Senior Vice President, Global Research and Development
|
##
|
x
|
|
Senior Vice President, Global Supply Chain
|
##
|
|
X
|
Senior Vice President, Integrated Global Services
|
##
|
x
|
|
Senior Vice President, U.S. Sales
|
##
|
|
X
|
Vice President, Corporate Strategy
|
##
|
|
X
|
IGS Finance Leadership Team
|
|||
Job Title
|
Age
(as of 3/16/2018)
|
Selected to Receive Severance
|
Not Selected to Receive Severance
|
Director - Finance Enterprise Projects
|
##
|
|
X
|
Director - Global Transactional Services
|
##
|
|
X
|
Director, Commercial Spend & Global Accounting Services
|
##
|
|
X
|
Director, Reporting, Planning & Analytics COE
|
##
|
|
X
|
Director, Supply Chain COE
|
##
|
|
X
|
Manager FP&A - Plum
|
##
|
|
X
|
Sr Manager - Finance Technology
|
##
|
|
X
|
Sr Manager, FP&A Governance
|
##
|
|
X
|
Sr Manager, FP&A Smart Spend
|
##
|
|
X
|
VP, Finance - IGS
|
##
|
X
|
|
|
By:
|
/s/ Keith R. McLoughlin
|
|
||
|
|
Name:
|
|
Keith R. McLoughlin
|
|
|
|
Title:
|
|
Interim President and Chief Executive Officer
|
|
|
By:
|
/s/ Anthony P. DiSilvestro
|
|
||
|
|
Name:
|
|
Anthony P. DiSilvestro
|
|
|
|
Title:
|
|
Senior Vice President and Chief Financial
|
|
|
|
|
|
Officer
|
|
|
By:
|
/s/ Keith R. McLoughlin
|
|
||
|
|
Name:
|
|
Keith R. McLoughlin
|
|
|
|
Title:
|
|
Interim President and Chief Executive Officer
|
|
|
By:
|
/s/ Anthony P. DiSilvestro
|
|
||
|
|
Name:
|
|
Anthony P. DiSilvestro
|
|
|
|
Title:
|
|
Senior Vice President and Chief Financial
|
|
|
|
|
|
Officer
|
|